Capital Structure Common Shares Issued – 55,000,000* Preferred Shares Issued – 6,500,000 Total Voting Rights – 120,000,000*, ** *Estimated as of 9/3/04 **Common votes plus Preferred votes
AMRE info: Was ARES until R/S of 1 for 40 on December 17th. There were 1 billion shares OS pre-split, which became 25 million post split. Authorized increased to 3 billion at split date.
AMERIRESOURCE TECHNOLOGIES, INC. 3430 E. Russell Road SUITE 317 LAS VEGAS, NV 89210
NOTICE OF ACTIONS TAKEN BY WRITTEN CONSENT OF MAJORITY OF STOCKHOLDERS
TO OUR STOCKHOLDERS:
Please be advised that a majority of the holders of stock entitled to be voted have by written consent on October 27, 2004 acted upon and approved the following proposal, as described in the accompanying Information Statement:
1. Amend the Company's Articles of Incorporation to increase by 2,000,000,000 shares from 1,000,000,000 shares to 3,000,000,000 shares; the number of shares of the Company's authorized common stock.
2. Grant the Board of Directors the discretionary authority to effectuate up to a 1-for-40 reverse split of the Company's Common Stock.
Section 2 Item 2.01. Completion of Acquisition or Disposition of Assets
On August 26, 2004, AmeriResource Technologies, Inc. entered into an agreement whereby it sold all of its 100% interest in its subsidiary Self-Serve Technologies, Inc. to RoboServer Systems Corp. In exchange, RoboServer Systems Corp. sold to AmeriResource Technologies, Inc. 25,000,000 shares of RoboServer Systems Corp. Common Stock and 6,500,000 shares of RoboServer Systems Corp. Super Voting Preferred Stock. Following the transaction, AmeriResource Technologies, Inc. owns approximately 99% of all of the voting rights in RoboServer Systems Corp. Self-Serve Technologies, Inc. is a developer of self-serve and point-of-sale technologies such as self-serve kiosks and order stations for use by restaurants. The purchase price was determined arbitrarily; however, the exchange represents a 100% for 99% exchange.
Apparently AMRE used the same kind of deal to acquire Net2Auction.
Section 2 Item 2.01. Completion of Acquisition or Disposition of Assets
On December 2, 2004, AmeriResource Technologies, Inc. entered into an agreement whereby it sold all of its 100% interest in its subsidiary Net2Auction Corporation to Net2Auction, Inc. In exchange, Net2Auction, Inc.. sold to AmeriResource Technologies, Inc. 25,000,000 shares of Net2Auction, Inc. Common Stock and 6,500,000 shares of Net2Auction, Inc. Super Voting Preferred Stock. Following the transaction, AmeriResource Technologies, Inc. owns approximately 99% of all of the voting rights in Net2Auction, Inc. Net2Auction Corporation is an operator of online auction drop-off locations that allow customers to sell their goods in online auctions more conveniently. The purchase price was determined arbitrarily; however, the exchange represents a 100% for 99% exchange.
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